My Little Pony Friendship is Magic What If?: Volume 8

by SuperPinkBrony12


S6 E17: The Times They Are a Changeling (What If?)

It had all started with a trip to the Crystal Empire, a train ride that had seemed not at all out of the ordinary. For it only carried three occupants: Twilight Sparkle, her adopted son Spike, and her pupil (and Spike's unofficial big sister) Starlight Glimmer.

Starlight looked across to her teacher from inside their train car. "Thanks again for letting me come along on this trip. I know I should be getting back into my friendship lessons."

Twilight simply smiled in reply. "Everypony needs a break every now and then. Besides, I figured you'd appreciate the chance to get to know Flurry Heart. You two barely met last time," Then she giggled. "They say alicorns mature pretty fast compared to normal foals. Flurry's sure to have grown so much already, I wonder if I'll even recognize my niece now."

Starlight giggled back. "She's the only baby alicorn in existence, Twilight. And the only baby Shining Armor and Cadence have. I don't think you'll be able to mistake her even if you wanted to." Twilight said nothing more, for she realized how silly she had been in bringing up the question.

Meanwhile, Spike snuck in a tease to Starlight. "Are you sure you only came along on this trip to get a break from your studies? Or maybe you just wanted to see your boyfriend again."

"For the last time, Spike, Sunburst is not my boyfriend!" Starlight roared with a raging blush. "We're just friends and that's it. I'm not looking for romance right now, and neither is he. And if you're going to keep teasing me about our non-existent relationship then I'm invoking big sister privileges to tease you about your crush on Rarity. Everyone knows about it."

"Alright you two, that's quite enough of that," Twilight quickly intervened to dismiss the brewing argument. "This trip to the Crystal Empire is purely for rest and relaxation, and to give me a chance to visit my favorite niece."

"Rest and relaxation? That's a laugh!" Spike remarked, sounding noticeably unhappy.

Starlight raised an eyebrow. "What makes you say that? The Crystal Empire's a pretty remote place."

Spike shook his head. "Doesn't matter. I'm a big hero there, and the crystal ponies won't ever let me forget it. Even last time, with the new little one and the empire almost being lost to the Frozen North, I still got mobbed in the streets! If not for the fact that both you and Mom are going on this trip, I'd have stayed home and caught up on my comics," He began to pour over the two suitcases he had packed for himself. "Now if you'll excuse me, I'm going to see if I can't find the proper disguise until we get to the castle. It'd be nice to have a trip to the Crystal Empire where I wasn't the center of attention."

Unfortunately for Spike his wish was not going to be granted. But not even he could've expected what was going to lie in store for him on this particular trip to the Crystal Empire.

When the train pulled into the station and its occupants left their car, they soon took notice of just how deserted everything seemed to be. There wasn't a pony in sight as far as the eye could see.

"I don't think you'll need to worry about being mobbed this time, Spike," Starlight nervously commented. "Seems like everypony's staying indoors for some reason."

"Odd, Cadence's letter didn't mention anything was going on. And it's not like the whole empire knew we were coming either." Twilight commented.

Spike gulped. "Something must be wrong if there's nopony here. Are you sure we're in the right place?"

"Looks like it to me, the Crystal Empire's the only place around these parts where the trains ever stop," Twilight remarked. "Guess we'll just head for the castle. Maybe we'll bump into some ponies along the way."

Starlight couldn't help but comment. "Let's hope so, because I've got a bad feeling about all of this."

"You mean, like we're being watched or something?" Spike suggested.

"More like a gut feeling that something's out there, and we're the only ones who don't know about it," Starlight explained as the trio left the train station. "But I hope I'm wrong. I hope it's just me being crazy."


The three made their way through the very center of the empire, but found not a single crystal pony anywhere in sight. The streets were completely empty, void of all life. All that was missing was a perfectly timed tumbleweed, and it would've looked like a scene right out of an old western movie. The kinds that were always being shot in Applewood these days.

"Either my brother has the strangest sense of humor, or something's scared these crystal ponies into not coming out," Twilight commented with worry. "This is really starting to freak me out. This doesn't feel like an empire, it feels like a ghost town."

"I'm getting the same feeling," Starlight nodded. "Maybe we should just turn back and return to Ponyville? Maybe we've come at a bad time?"

"Well, one thing's for sure," Spike commented as he removed a pair of sunglasses and took off a thick trench coat he'd been wearing. "I won't be needing these anymore. Or this wig, boy was it itchy."

Immediately after removing a bright orange colored wig, Spike suddenly found himself surrounded by a mob of crystal ponies that all seemed to materialized from out of nowhere! "Gah! What's the big idea?! What's going on here?!" He screamed as he was lifted up.

One crystal mare proudly proclaimed! "Oh thank goodness, our wishes have been granted! It's Spike the Brave and Glorious, here to save us once again!"

"All hail Spike the Brave and Glorious!" Several crystal ponies all chanted at once.

"Please help us, oh Brave and Glorious!" Another crystal pony pleaded. "You're our last hope!"

Twilight coughed into a hoof, hoping to attract some attention. "'Hope'? What are you talking about? What's all the commotion about, and what's it got to do with my son?"

"Are you sure it's nothing Twilight and I can't help you with?" Starlight spoke up.

Two crystal mares turned and glared at the teacher and student, eyeing them rather suspiciously for some reason. "Huh. It sure does look like the Princess of Friendship and her student." One mare commented.

"Yeah, but looks can be deceiving," The other mare replied with concern. "How do we know it's really them?"

A crystal stallion gulped as he started chewing on his hooves. "We...we can't," He stuttered as a cold sweat worked its way down his body. "Either one of them could be the... the..."

"The what?!" Twilight demanded. "You're not making any sense!"

But just then one of the mares screamed! "Eegads! One of them might be an imposter! The rumors are true, they're here!" And without warning the mob of crystal ponies all stampeded away in fright, leaving poor Spike to fall to the ground.

"Just what was that all about?" Spike groaned as he stood up. "Those crystal ponies looked like they'd seen a ghost. Maybe it's that shadow pony Applejack was talking about?"

Twilight shook her head. "Don't be ridiculous, Spike. We both know there's no such thing as a pony of shadows, and there's no such thing as ghosts either. If there were I'm pretty sure we would've seen one by now."

"But something's definitely not right. Last time I was here this empire was as lively as can be," Starlight commented. "What have we gotten ourselves into this time? So much for a relaxing vacation."

"Now now, let's not be hasty," Twilight cautioned. "I'm sure there's a perfectly logical explanation for all of this. Let's just go to the castle and talk to my brother. Not a thing happens in the empire that he doesn't know about."


A short time later, Twilight, Starlight, and Spike all approached the front gate of the royal crystal palace. But they had barely taken five steps forward when they were halted at spear point by two guards! Both were stallions, but one had a purple coat and the other a yellow coat.

"Not another step!" The purple coated stallion declared with a glare. "Identify yourselves, now!"

"What do you mean 'identify yourselves'? I'm Twilight Sparkle, and this is Starlight Glimmer my student," Twilight commented to the guards. "Not to mention my son, Spike. Or as you call him: Spike the Brave and Glorious. Now please, let us through."

But the yellow coated stallion just shook his head. "Sorry, no can do. All visitors must be cleared by us before they can enter the castle. Nothing personal, it's just a security measure. Can't be too careful."

"What are you on about?" Starlight snorted. "We don't need any identification! Don't the names 'Twilight Sparkle' and 'Starlight Glimmer' ring any bells?! We just wanted to see Shining Armor and Princess Cadence, we mean you no harm."

"We'll be the judges of that," The purple coated stallion snorted. "How do we know you're the real Twilight, Starlight, and Spike?"

"What?!" Twilight, Starlight, and Spike all angrily remarked at once.

Fortunately for the trio, at that very moment Shining Armor and Princess Cadence came out to see what was the matter (Shining clad in his captain's attire, helmet and all). And Sunburst was not far behind, carrying Flurry Heart in a cradle held by his magic. "What seems to be the problem, men?" Shining Armor asked the guards.

The yellow coated stallion turned to face the prince. "Nothing, Captain Armor. Just a couple of potential intruders who refuse to identify themselves. You told us to question anyone and everyone, no exceptions. So we're just following orders."

Twilight, meanwhile, looked at Cadence and shot her a pleading look that seemed to ask. "You trust us, don't you?"

Cadence reluctantly trotted forward, nervously she began to chant. "Sunshine, sunshine, lady bugs awake?"

Twilight happily replied. "Clap your hooves and do a little shake!" As she spoke she repeated the motions in unison with Cadence, the two alicorns giggling and laughing as they embraced one another in a hug.

Shining Armor smiled. "It's okay, everypony. It's her, the real deal."

"What about the other two, sir?" The purple coated stallion asked. "How are we gonna determine if they're the real Starlight and Spike?"

"If I wasn't me, would I know about the village I used to run? About ponies like Double Diamond and Party Favor who used to serve me?" Starlight questioned.

And Spike proudly proclaimed. "And only the real me could spit fire like this!" He belched up a small flame! "Good enough for you?"

Shining Armor and Cadence nodded, and Shining Armor instructed. "Lower your spears, men. They are who they say they are. We'll take it from here. Dismissed."

Cadence then apologized to Twilight. "Sorry about the guards, they can get a bit pushy sometimes. They're just trying to do their job."

"They sure have a funny way of going about it," Starlight remarked as she arched an eyebrow upward. "I don't remember there being anywhere near this many guards the last time I visited. Did we come at a bad time?"

Shining let out a sigh. "Guess you didn't get the message," Clearing his throat he informed the group. "A few weeks ago a crystal pony claimed she spotted a changeling lurking just outside the empire. The next day, another crystal pony claimed to have seen a changeling as well, this time within the outer boundaries of the empire. As a result we've had to increase security around here."

"That explains the guards and the empty streets," Spike realized. "No wonder this place looked so deserted."

Cadence sighed as well. "It's probably nothing, these crystal ponies can get spooked pretty easily. But Shining isn't willing to take any chances."

"We both agreed it was better to be safe than to be sorry. If the reports are real and there really is a changeling on the loose, we can't allow it to get close to our only daughter." Shining declared as he stomped a hoof down.

"Why would a changeling want Flurry Heart?" Starlight questioned. "Wouldn't it make more sense to go after one of you?"

Sunburst adjusted his glasses. "It's a side effect of the Crystalling. For a long time afterwards the empire is flooded with the love everypony feels for the new baby. To a changeling that love is like an all-you-can-eat buffet. And with Flurry Heart being the daughter of the Princess of Love, and love being a part of what keeps this empire from succumbing to the harsh blizzards of the Frozen North, this whole place has become a giant magnet for any changelings. It could sustain an entire army!"

"And I've got news for any would be kidnappers," Shining declared with a growl. "My daughter is NOT on the lunch menu! Not now and not ever!"

"Oh, but they wouldn't dare lay a hoof on my favorite niece now would they?" Twilight cooed as she trotted up to Flurry Heart. "It would take a special kind of evil to want to abduct a baby or feed off her love. I can't believe any creature would ever be as cruel as that."

"I know one creature who might," Shining commented as his tone of voice took on a subtle hint of anger. "Queen Chrysalis. She has a heart as black as night, and she rules with an iron hoof. I wouldn't put it past her to try and kidnap Flurry Heart. So until I know for sure there aren't any changelings lurking, I've increased the patrols and even got the guards checking up on each other. I'll have no more mistakes like the one at my wedding!"

Cadence reached out a hoof to her husband, lightly stroking his back. "Shiny, you really shouldn't get yourself so worked up. It's not good for you," And then she apologized to her guests. "Sorry about his behavior, but as you can clearly see he's taking this very seriously. He's even stayed up until the wee hours of morning sometimes. Luckily for me, the patrols only last for another week."

"And if the patrols still haven't turned anything up I'm calling up the royal guard from Canterlot," Shining explained. "I'll sleep a lot better once they've done a clean sweep of the empire. And while I'm not naming names, I heard a rumor that some of the guards left their posts for a chocolate cake a while back. So hopefully they haven't been slacking off in my absence."

"Well then, I guess we really did come at a bad time," Starlight realized and hung her head. "Guess it's better for everypony if we just go back to Ponyville and call this whole trip off. And I was looking forward to taking it easy too."

But Starlight's teacher had other ideas in mind. "We've come all this way. It'd be a shame to turn back now just because of something that might not even be out there."

"Yeah!" Spike happily declared. "I've been looking forward to this vacation for ages now. Seems like every other week there's something happening in Ponyville, but even a dragon needs a break every now and then."

Cadence flashed a warm smile. "You're welcome to stay here for as long as you'd like. It'll also help to put the crystal ponies at ease knowing Spike the Brave and Glorious is here. And I think Sunburst could use a break from foalsitting Flurry Heart all the time."

"No kidding," The former crystaller exclaimed with a weary sigh. "I read up on every foal care book I could find, but nothing could prepare me for the challenges of taking care of an alicorn foal. She's caused me quite a few sleepless nights."

"Don't look at me!" Starlight protested. "I only foalsat once, and once was enough for me. I swear, Pinkie Pie made foalsitting the Cake Twins look so easy. But that tiny duo seemed intent on driving me crazy, I don't know how I survived!"

Twilight just smiled as she approached Flurry Heart's cradle. "No need to worry yourself, Starlight. I'll be more than happy to spend some quality one on one time with my favorite niece," And then she glanced down to Flurry Heart. "You won't give your Auntie Twily a hard time, will you? You'll be a good little pony, right?" Flurry Heart just babbled and cooed.

"Great! She's all yours!" Sunburst declared as he allowed Twilight to take hold of the cradle with her magic. "If you need me, I'm going to get caught up on some important research involving foal proofing spells."

Starlight trotted up to the stallion. "You're going to need my help, Sunburst. We both know you could barely find your way around a library if not for the dewy decimal system."

"I don't need help!" The former magic student remarked as he let out a faint whinny. "But I'll gladly accept your company all the same... for research purposes only of course." If anyone had been looking closely they might have seen him briefly blush. Then he and Starlight trotted away, as did Twilight with Flurry Heart safely in tow in her cradle.

Cadence left not long afterward, though not before giving her husband a quick peck on the cheek. "Changeling or no changeling, I still have to hold court. Try not to stay up so late this time, okay?"

"No promises." The captain somberly replied, his voice devoid of any hint of joking or sarcasm.

The princess of love just sighed and shrugged her shoulders, but said nothing in reply.


Once everypony else had left, Spike started to grin from ear to ear. "Alone at last!" He declared with childish joy and then he turned to Shining Armor. "So how about it, Uncle Shiny? You up for a session of Ogres and Oubliettes? Not that I mean to brag but my character's got some cool new tricks, and I've been itching to try them out."

Shining shook his head, shooting Spike a straight face. "I don't have time for fun and games, Spike. This is serious."

"Oh." Spike began to lower his head ever so slightly.

But then the prince got an idea. "Actually, Spike, how about you take my place on the next patrol? The guards will be heading out in just a few minutes, and I'm sure they'd love having Spike the Brave and Glorious by their side."

The little dragon cheered in delight! "That sounds wonderful!" But then a thought of concern struck him. "But shouldn't you ask my mom first? I wouldn't want to give her a heart attack."

Shining's face seemed to contort itself ever so slightly into a smile as he said with a wink. "What Twily doesn't know won't hurt her. Besides, you're not exactly a baby dragon anymore. Not in my book anyway."

"Hey! Exnay on the 'baby', pal!" Spike growled.

The prince just continued to wear that partial smile as he added. "Then you don't need my sister's permission to do things. The patrol will only be to just the immediate outside of the empire, and it's just a quick security sweep. You'll be there and back before anyone even notices you're gone. And now you won't be able to say your Uncle Shiny never does anything nice for you."

"Well I guess when you put it like that, it doesn't sound like a bad idea," The little dragon realized and gave a small salute! "I won't let you down, Shining! If there are any changelings out there, they'd better run home to their mommy before they have to come face to face with me, Spike the Brave and Glorious!"

"Just be careful out there, Spike. Don't wander away from the guards for anything, and I do mean anything," Shining instructed. "Oh, and one more thing. If you do see a changeling for any reason, don't engage it. The last thing we need is an international incident. Just report it to me and let me handle it, okay?"

Spike nodded. "Got it. So when do I leave?"

"Actually, right now!" Shining told him as he gave a whistle. "Guards, you'll be traveling with Spike the Brave and Glorious today. Treat my nephew well and keep him safe. Otherwise you'll answer to me. Do I make myself clear?"

"Sir, yes sir!" The guards saluted as one of them allowed Spike to climb onto his back. It wasn't long before they were on their way, Shining watching them as they disappeared into the distance. Yet even as he watched them go a nagging part of the captain's mind was thinking. "I hope nothing happens to Spike out there. If it does, Twily's sure to rip me a new one."


Spike rode on the back of the purple coated guard all the way to the outskirts of the empire, then he slid down and planted his claws firmly in the thick snow. He shivered a little bit, but tried not to let it show. "Should've asked for a spare coat or something. Thick dragon scales only hold so much heat." He thought to himself. Good thing he wasn't going to be out here for very long.

"Alright, men," The purple coated guard instructed to the other guards. "You all know the rules. Inspect every nook and cranny within a five mile radius. And whatever you do don't separate. If you spot a changeling, remember the location and inform your nearest superior so he can tell Captain Armor."

"And don't forget, a changeling can change. That means it can be anyone or anything." The yellow coated guard from earlier declared.

The purple coated guard gave a firm nod. "Exactly. So leave no stone unturned, and make sure to watch your back. Now let's move out! Each of you check your assigned quadrant, and make sure you double check to be safe."

The guards split off two by two, each checking a different section of the seemingly endless tundra that surrounded them. All the while Spike couldn't shake the feeling that he was being watched somehow, but every time the little dragon would turn to look he would see nothing. "Come on, Spike. Get a hold of yourself!" He mentally pep talked himself even as he huddled close to the two guards he was with. "Everypony's just letting their imaginations get the best of them. A changeling wouldn't come all the way out here. Or would it?"

At last, after what seemed like an eternity all the guards returned from their inspection. Each gave the same answer. "Nothing to report. No sign of a changeling anywhere and no signs of suspicious activity."

"Okay, men," The purple coated guard instructed. "That's it for now. Let's report back to Captain Armor and tell him the good news. Double time!"

"Sir, yes sir!" The other guards all saluted.

"You too, Spike the Brave and Glorious!" The purple coated guard called. "Come on. I'm not taking no for an answer."

The little dragon had been resting atop a nearby rock, having grown bored of waiting around. "Coming, coming." He answered as he hoped down from the rock. Unfortunately, he misjudged his landing and fell backward. He expected to hit the ground, but instead he fell through a small hole that he hadn't noticed!

"Spike!" The purple coated guard shouted as he rushed toward the rock, only to find the hole was too small for him to fit down!


Everything seemed to happen in the blink of an eye for Spike, who screamed as he slid down a slope with no way to slow his descent!

At last the slope ended, Spike stopping just short of a huge ravine that greeted his eyes. The little dragon breathed a small sigh of relief. "That was a close one." He declared, wiping the sweat from his brows. Now he just needed to find a way to get back up to the surface.

Just then, Spike turned around and happened to glance at what looked to him like his reflection. When he waved, so did the other version of him that he could see between some rocks.

But then suddenly the reflection sneezed quite audibly! In a puff of sickly green magic, the other Spike faded away. In its place stood a strange looking pony/insect hybrid creature with holes in its legs, and light blue eyes. The creature let out a hiss!

"A changeling!" Spike screamed at the top of his lungs as he jumped back in surprise! He quickly began scanning his surroundings for anything that he could use to defend himself. "D-don't come any closer! I've got claws!" He threatened as he tried to keep his teeth from chattering.

The changeling seemed to obey the warning, it just stood there and blinked at Spike in what appeared to be confusion. "What are you?" It asked. "I've never seen the likes of you before."

"I'm not telling you anything, changeling!" Spike hissed! "I won't let you use me to get close to Flurry Heart so you can steal her! Her love isn't for you and your buddies to snack on!"

"Oh, is that what you think I'm here for?" The changeling stepped back in surprise and blinked. "I mean, I guess I kind of am here for the love. But I wasn't planning to steal anypony."

Spike rolled his eyebrows. "Likely story, pal. I wasn't born yesterday."

But the changeling insisted as he stepped forward. "Please, I mean you no harm. My name's Thorax, I just wanna be your friend."

"Friend? Why would you want to be my friend? Don't you have any other changelings to hang out with?" The little dragon questioned the creature.

Thorax shook his head. "I don't. I haven't had any friends for as long as I can remember. Unlike the other changelings, I never felt comfortable with the idea that we were supposed to feed on love," And then he whimpered as he confessed. "You probably already know about the attack on Canterlot. So before you ask, yes, I was part of that. But I couldn't bring myself to hurt anypony, not after I saw the ponies we were fighting against come together in the name of friendship to protect their city. After that, I knew I couldn't go back to the hive. I had to get away! Away from the hive, away from Queen Chrysalis, away from everything!

"Wait a minute. Weren't you that changeling I saw at Cranky and Matilda's wedding?" Spike questioned, faintly recalling a memory from that chaotic day.

Thorax confirmed the suspicion with a nod. "Yeah, briefly. Though I'm ashamed to admit that involved a bit of manipulation on my part. I had to make Cranky think I was an old friend of his. And I was so ashamed of it that I slipped away as soon as the vows were exchanged. I actually can't believe nopony noticed me besides those foals."

"Have you been on the run all this time?" Spike asked Thorax.

Thorax nodded. "Unfortunately, yes. There's really no place in Equestria where I could stay without a risk of being caught. And there's another problem."

"I'm guessing it's got something to do with the Crystal Empire," Spike pondered, and his suspicion was confirmed with another nod from Thorax. The little dragon slouched his shoulders. "I was afraid of that." He glumly admitted.

Thorax looked away in shame. "I can't help it! I'm starving! I haven't had any love to even snack on for months! But there's just so much love all around here, it's driving me crazy!"

"Of course, the Crystalling!" Spike realized at once. "Now it all makes sense! Thorax must've been the changeling that spooked the crystal ponies." "Well if that's the case, why not just show up as you are now and plead your case? I'm sure the crystal ponies would understand."

The changeling shook his head and whimpered. "If I did that what's the first thing you think they would do to me? Ponies are afraid of me and I don't blame them! We changelings did terrible things, things our leader has never apologized for. Even if I promised not to feed on too much love, they wouldn't trust me for a second. After all, how can you trust ponies who look like this..." He briefly morphed into a crystal pony. "To trust something that looks like this?" Then he morphed back into his changeling appearance. "I thought if I just hid down here long enough these ponies would settle down, and I could slip in unnoticed," Sighing, Thorax hung his head and kicked at the ground. "But who am I kidding, that'll never happen now. Thorax, wake up and smell the coffee!"

Looking at the clearly distraught changeling, something inside Spike snapped. Before he had a chance to think about it the little dragon declared. "Don't count your chickens before they've hatched, Thorax! Today's your lucky day!"

"Oh really? I don't feel very lucky." Thorax glumly remarked, not bothering to look up.

Spike just grinned. "Well you will soon. You probably didn't know this, but I'm a pretty big hero around these parts. They call me Spike the Brave and Glorious! And it's a hero's job to stand up for those who can't stand up for themselves. I'm sure I can convince these crystal ponies that you mean them no harm, and that you're not here to kidnap Flurry Heart and feed off of her love."

"You really think you can just convince them?" Thorax questioned. "I mean, if you can that would be great! But I don't wanna get my hopes up for something that may not even happen."

"You've gotta learn to look on the bright side, Thorax," The little dragon declared as he wrapped a claw around his new friend. "Just tell me how I can get out of here, and then leave the rest to me."

"Oh, you need directions? Why didn't you just say that in the first place?" Thorax remarked with a giggle. "Follow me, Spike the Brave and Glorious."

Spike giggled back. "Just Spike will do, thank you."


"Spike?! Spike!" The purple coated guard called as he eyed the hole. "If you can hear me, shout something! I'm gonna lower a rope to you, but I need to know where you are!"

"Actually, I'm right here." Spike told the guard as he tapped a claw on the guard's chest armor.

The guard jumped and spun around! "Gah! Kid, don't you know better than to sneak up on ponies when there's a possible changeling on the prowl? If this is how you get your kicks, you have the strangest sense of humor!"

"Guess Discord's started to rub off on me a little." The little dragon thought but didn't dare to say it out loud. Instead he simply apologized. "Sorry, didn't mean to frighten you. I just found a way back out by myself. Took me a while to find it though."

"It's really you, right?" The guard questioned the little dragon. "You're not secretly the changeling trying to pass himself off as Spike, are you?"

Spike responded by breathing fire into the guard's face, covering him with soot. "That proof enough for you?" He asked as he tried to hold back a giggle.

"Real cute kid, real cute," The guard snorted as he brushed the soot from his face. "Come on, let's get you back to the castle before Captain Armor realizes we haven't returned."

Spike climbed onto the guard's back and said nothing for the entire ride back to the castle. Once he was back inside the castle safe and sound though, he clambered though. "Thanks for the ride."

"Any time, Spike the Brave and Glorious." The purple coated guard bowed.

Meanwhile, the yellow coated guard commented. "It's about time you guys got here. I was beginning to think you'd gotten lost, and I for one did not wanna be the unlucky so and so who had to explain it to the captain."

"Lost? Me? Never!" Spike remarked as he waved a claw. "Honestly, you guys are getting yourselves all worked up over nothing."

"What are you talking about? We're dealing with a potential changeling on the loose in case you haven't noticed," The yellow coated guard frowned. "Did you hit your head on an icicle or something?"

"No, what would give you that idea?" The little dragon protested and then he asked. "I'm just saying, maybe the changeling is just misunderstood. Maybe it doesn't want to drain love and all it really wants is a friend? You never know."

The two guards looked at each other for a moment, exchanging glances that were impossible to read. Then they burst into fits of laughter. "Oh man! Not only are you Spike the Brave and Glorious, you're also Spike the Hilarious!" The purple coated chuckled.

The yellow coated guard laughed too. "Maybe you should be the court jester. Your jokes are a riot!"

But a moment later a very familiar stern sounding voice broke up the laughter. "What's this I'm hearing? Making jokes are we?" And who should come trotting into the room but Shining Armor himself, looking quite peeved if the slant in his eyebrows was any indication.

The guards gulped as the purple coated one apologized. "C-captain Armor, sir, we were just..."

Shining threw up a hoof to silence the guard. "-This is not a joking matter, men! This is serious, and I expect you to treat it as such! Instead I find you laughing like a bunch of school colts. But I suppose if you have time to be doing that, you've surely already completed your patrols for the day."

The yellow coated guard gulped anew. "We were just getting to that, captain. We swear."

Shining only shook his head and stomped his hoof down. "I don't want hear another word! Get back out there right now, or I'm placing you both on probation! I think Sunburst would welcome the extra set of hooves looking after Flurry Heart."

"No! Anything but that!" The purple coated guard exclaimed in horror! "I don't wanna become a rocking horse!"

"Then you know what I expect," Shining declared as he gestured a hoof. "Go on, get!" And he watched as the two guards bolted without another word. Only once they had left did his expression at all change. "I'm sorry you had to see that, Spike," He apologized. "Sometimes I don't know what gets into those two. I've had new cadets compose themselves better."

"But I wasn't joking," Spike insisted to Shining. "I was being serious," Nervously, he looked up at the stallion he considered an uncle and asked him. "You probably don't believe a changeling could ever be nice though, do you?"

The prince didn't flinch or seem to outwardly react to the unexpected question. But a trained eye would've noticed a subtle but meaningful change in his overall posture. He seemed to tense up ever so slightly. "Why would you ask that, Spike? Are you trying to keep something from me?"

The little dragon tried his hardest to keep a straight face. If he didn't he was sure Shining would suspect something. "Not at all, what would I possibly hope to keep hidden from you? It was just a hypothetical."

The prince, after a moment of silence, remarked in a straight tone of voice. "Assuming such a hypothetical changeling exists, I haven't met it. If you want my personal opinion, I have a hard time believing any changeling could ever be nice. If Chrysalis is their leader, that doesn't exactly inspire confidence in their overall taste in leadership. And from the changelings I encountered during my wedding to Cadence, all of them followed Chrysalis' orders without question."

"So you really don't believe a nice changeling could exist?" Spike remarked as his face seemed to morph into one of anger.

"I wouldn't go that far, Spike. Part of me would love to be proven wrong," Shining confessed. "But this isn't about what I think or what you think. As Prince of the Crystal Empire and Captain of the Royal Guard, my responsibilities are first and foremost to the citizens of Equestria. So I have to take any threats seriously, and I would consider any changeling foolish enough to show its face in my presence a threat. If one exists, a whole army could be not far away. But there's currently no changeling in sight, is there?"

Spike swallowed a lump in his throat. "N-no sir. I was with the guards the whole time, we didn't see anything."

"Good," Shining smiled. "That's just what I wanted to hear. And in a couple of days, I'll know I'm getting all worked up over nothing." And with that he turned and trotted away, whistling a cheerful little tune to himself.


"Well that could've gone better," Spike muttered to himself as he walked away. "How am I gonna explain this to Thorax?"

"Explain what?" Thorax inquired as he suddenly appeared beside Spike.

Spike almost screamed in surprise! "Thorax?! What are you doing here?! It's not safe for you!"

"I know, I know! But I couldn't help it! I'm so close to the love I can almost taste it!" Thorax complained! "I can barely think straight, and if I don't get some love inside me soon I don't know what I'm gonna do!"

"But you can't stay here! Everypony's too hostile to changelings right now!" Spike staunchly protested. "Please, just lay low for a little while longer and give me some time. I promise I'll work all this out."

But just then the familiar cheerful voice of Twilight called out. "Spike, is that you talking to yourself again?"

Both dragon and changeling flinched, frozen in horror! The little dragon was certain that if Shining still nursed a grudge for the invasion of Canterlot, Twilight would probably be just as hostile to any changeling. But there wasn't enough time to get Thorax out and not get caught.

"What are we gonna do?! What are we gonna do?!" Thorax nervously quivered, his legs shaking like jelly.

"I... I... don't-" Spike began before an idea suddenly struck him. Sure, it was a risky one but it was the only idea he could think of on such short notice. "-Thorax, I need you to transform into somepony specific!" He instructed and proceeded to whisper the details into the changeling's ear.

Upon hearing the details, Thorax quickly transformed! In the blink of an eye he became a crystal earth pony about the same size as Spike. His coat was an aqua colored bluish-green which matched his eyes, his mane and tail were dark cobalt blue with a lighter cobalt streak in the middle, all tied together with a green head band. And his cutie mark was a dark blue vase with three horseshoe prints in the center. "You sure this'll work? I look ridiculous." The disguised Thorax whimpered in protest.

Spike threw up a claw to shush his disguised friend. "Don't say a word! Let me do the talking, okay? I've got this," And then he called. "I'm right here, Twilight."

Twilight came upon the scene a moment later, quickly noticing the crystal pony standing to Spike's left. "Oh, who is this? A friend of yours, Spike?"

The crystal pony didn't say a word, he just stood there and tried not to look intimidated. Just as he'd promised, Spike did all the talking. "Yeah. This is my penpal I told you about after the Equestria Games. Crystal Hoof."

Twilight extended a hoof. "Well it's nice to meet you, Crystal Hoof. Any friend of Spike's is a friend of mine."

Crystal Hoof didn't reply. In fact he didn't even offer his hoof to Twilight to shake, a detail that did not go unnoticed by the young alicorn.

Spike quickly intervened to defuse any suspicion. "Sorry, he's kind of shy around strangers. And this whole changeling scare has him on edge," Then he ushered Crystal Hoof forward. "There's no need to be nervous, Crystal Hoof. This is Twilight Sparkle, the pony who hatched me."

"O-oh, y-yes," Crystal Hoof stuttered. "A... p-pleasure to meet you, princess. You've certainly raised a fine dragon."

Twilight beamed with pride. "Well, I do my best. Of course I didn't teach him everything, Princess Celestia is the one who taught him how to send letters and how to conduct himself around ponies. Did I ever tell you about the time I tried to raise Spike all by myself, while also trying to juggle my studies as Celestia's student?"

"Mom!" Spike whined in protest. "Not in front of my friend!"

"Sorry, old habits die hard," Twilight apologized. "I hope you enjoy Spike's company, Crystal Hoof. Sorry I can't stay but Flurry Heart's probably wondering where her favorite aunt disappeared to. Hope I'll see you around." And then she trotted away.


"I can't believe that worked!" The disguised Thorax commented as he breathed a much needed sigh of relief. "I thought my cover was blown for sure."

The little dragon grinned. "That's 'cause there's an actual Crystal Hoof I'm penpals with. But I've never actually met the guy. Fortunately, neither has anypony else from what I know."

Thorax sighed in relief again. "Excellent. Now I've got a convincing disguise," But his happy mood faded just seconds later. "But I can't keep pretending to be someone I'm not. If I so much as sneeze my disguise will drop, and we'll both be in trouble."

"Just relax, Thorax," Spike whispered. "All I need is more time to convince everypony, and then they won't care that you're a changeling. Just don't do anything crazy and we'll be fine."

However, at that very moment the familiar voice of Princess Cadence called. "Spike? There's something we need to discuss."

Spike and Thorax exchanged worried glances. Was it possible Cadence was already onto them? No, that couldn't be true. Cadence was smart but she wasn't a mind reader. If even Twilight and Shining Armor didn't suspect anything then there was no reason for Cadence to think differently.

As long as they played it cool everything would be just fine. So the two friends made their way to the throne room. Princess Cadence sat upon her crystal throne, while off to her left side stood Shining Armor, and off to her right side stood Twilight, Flurry Heart, and even Starlight and Sunburst.

The Princess of Love appeared to be smiling as she looked down at the approaching duo. "Twilight just told me you were off with a friend. Crystal Hoof, was it?"

"Yes?" Spike and Thorax both said at once.

"And any friend of Spike the Brave and Glorious is a friend of mine," Cadence smiled as she levitated Flurry's crib over to Thorax. "This is my daughter, Flurry Heart. She loves making new friends. Don't be shy, introduce yourself."

Thorax reluctantly approached the infant alicorn, trying desperately to suppress his changeling instincts. If he growled or hissed now his cover would be blown.

Flurry Heart, for her part, suspected nothing. She just happily cooed and threw up her hooves at the newcomer.

"Oh, she's so beautiful!" Thorax exclaimed as his eyes grew wide! Then he stumbled back as he began to feel ill at ease. "There's... so much... love and light surrounding her... I... I..."

"Th-er Crystal Hoof, don't!" Spike shouted as he realized what was going to happen!

It was too late! Thorax dropped his disguise, unable to control himself when he was so close to the love he so desperately craved! He began to growl and hiss as if he had no mind of his own. Everyone in the room gasped!

Before Spike had a chance to react he suddenly found himself being yanked away by Twilight's magic, while several guards pointed spears at the changeling now in their midst! "Hey, what are you doing?!" He asked. "Don't hurt him!"

"I'm sorry, my son, but I have no other choice. That changeling is dangerous, and I won't let it hurt you. Not on my watch!" Twilight firmly vowed.

"But... but..." Spike wanted to speak up and tell everyone it was all just a big misunderstanding, but the words wouldn't come out. And even if he could've said what he wanted to say he wasn't sure if anyone would believe him.

Sunburst adjusted his glasses as he somberly declared. "This changeling must've replaced your friend in order to get close to the baby. What other explanation could there be?"

"I..." The little dragon froze. "...Don't know."

At that Thorax felt his heart sink! The one creature he thought he could trust had betrayed him! Struggling to hold back the tears, he ran off without a word!

"After it, men! Don't let it get away!" Shining firmly demanded as the guards leaped to their hooves and gave chase!


Spike didn't move an inch as the guards pursued Thorax, barking out orders as they tailed the fleeing changeling. All the dragon could think about was one thing. "I should've stood up for him, not left him at the mercy of those guards! Some hero I turned out to be." He glumly thought.

Sunburst reached out a hoof to console the little dragon. "It's okay, Spike, you couldn't have known. That changeling had us all fooled. Lucky for us, Cadence suspected something and decided not to take chances," Then he turned to the princess. "How did you know Flurry Heart would expose the changeling and get it to drop its disguise?"

"I didn't. I just speculated that if Crystal Hoof was a changeling, being so close to the source of all the love would be enough to drive it crazy." Cadence explained.

Meanwhile, Starlight noticed some of the guards running past and asked Cadence. "Is all of this really necessary though? It's just one changeling."

"That's what they always want you to think," Shining angrily retorted. "But I've come to learn that wherever there's one changeling, there's usually an entire army on the way. And an invasion is the last thing this empire needs."

"But you don't really think Queen Chrysalis would try to launch an invasion here of all places, would you? This empire sits in the middle of nowhere. If not for the Crystal Heart nopony could even live here." Twilight commented.

Cadence let out a sigh. "Maybe you have a point, Twilight, but I just don't know what else to do. It's not just my well being I have to think about."

"Exactly, honey. Which is why we can leave nothing to chance!" Shining firmly declared. "Once the guards have captured that changeling, I'm going to find out what it knows one way or another!"

Just then, the guards from earlier came trotting into the throne room and one bowed its head. "Captain Armor, Princess Cadence, we got it."

"Well done, men. I knew I could count on you to get the job done," Shining encouraged and waved a hoof. "Bring it in. I have a few choice words for that sneaky shapeshifter."

Mere seconds later, Thorax was brought in with massive chains tied to all four of his legs. He was no longer growling and hissing though, now he just looked downtrodden and forlorn.

Shining approached the changeling with a glare in his eyes. "Okay, agent of Chrysalis. Talk! You came here for a reason!"

Thorax didn't say anything, he just looked down at the ground.

"Oh I see, playing the silent game are we?" The prince scoffed. "Well it won't work! We have ways of making you talk! So I'd speak up right now if I were you, unless you wanna be thrown into the dungeon right now."

Thorax still refused to say a word.

Shining just shook his head. "I gave you a chance to speak but I see you'd rather stay quiet. You leave me no choice. Okay men, take it away! We're not going to get anything out of this changeling now."

The guards raised their spears and prepared to escort their prisoner out of the throne room. But before they could do so, Spike suddenly rushed forward and stood in front of the imprisoned changeling. "Stop! I won't let you hurt him!" He protested. "He's done nothing to you to deserve this!"

Everyone gasped, except for Shining who just glared at the dragon! "Spike, what do you think you're doing?! Get away from that changeling, it's dangerous!"

"No I won't!" Spike protested. "He's not dangerous and he has a name. He's Thorax, and he's my friend!"

Now even Shining gasped! "Spike, you're not thinking clearly! That changeling must have you under some sort of mind control! Do you even realize what you're saying?!"

The dragon protested with a firm shake of his head. "I do! Don't treat me like I'm some kid who doesn't know what he's doing! Thorax has been my friend ever since he helped save me when I fell down a hole while out on patrol."

"What was that about a patrol?!" Twilight gasped before turning her attention to her brother. "Shining!"

"I swear, I don't know what he's talking about!" The prince responded, briefly changing the subject.

Princess Cadence now stepped forward. "Spike. You know that Thorax is a changeling, you know they feed on love. He may have just been using you to get close to Flurry Heart."

"T...that's not true! I never wanted to hurt your daughter, I swear!" Thorax pleaded. "Please, just let me go and I promise I won't go anywhere near her or you or anypony else ever again. All I wanted was to get a little love to sustain me, but I see now I was wrong to come here. Nopony trusts me. There's nowhere a changeling like me can go where he'll be safe."

"You expect us to believe that? What was with all that growling and hissing earlier?!" Shining glared at Thorax. "If you really meant no harm, you wouldn't have reacted the way you did around Flurry!"

"I couldn't help myself! There was so much love, I couldn't think straight!" Thorax protested. "Whatever you think I am, I assure you I'm not! All I want to is to be let go, so I can leave in peace."

Spike then issued a final vow. "I'm standing by my friend's side. If you want to hurt him or do something horrible to him... you're going to have go through me!"


Much to Spike's surprise, Starlight spoke up. "You know, I think I'm siding with Spike on this issue. From what I've seen, Thorax here doesn't pose much of a threat to anyone. Yet you're all acting like you're scared out of your wits."

"It's not like that and you know it!" Shining snarled. "We're talking about the security of an entire empire here."

"Yeah? Well if you're really gonna talk about security, I'm much more of a threat than any changeling!" Starlight protested as she trotted over to Spike and Thorax. "I did terrible things in the past, far worse than anything this lone changeling might have done. I even tried to rewrite history just because I was mad about being exposed as a fraud. I was willing to doom all of Equestria to a terrible fate just to get my revenge. And you wanna know what Twilight did? Instead of destroying me or throwing me in jail, she took me under her wing as her student. Offered me a chance to atone for my mistakes."

Twilight found herself suddenly stricken with a sense of guilt. How could she have forgotten that so easily?

"Yet for all you know, I could be faking it," Starlight pointed a hoof at Shining Armor. "But I don't see you ordering your guards to have me arrested. I don't see you threatening me. So why is Thorax any different? Is it because he's a changeling and you just don't like him?"

"Don't go putting words in my mouth, I never said it had anything to do with him being a changeling! I'm just doing the job I was instructed to do when I became Captain, protect Equestria from threats like him!" Shining coldly retorted. "I don't like it any more than you do, but sometimes you gotta do things you don't like doing. If you were in my situation right now, with my past, you'd be making the same decisions."

"Would I?" Starlight questioned as she arched an eyebrow upward. "By your logic, I should be branded a criminal and rotting in a dungeon somewhere right now. Yet here I am, walking around as the student of Equestria's newest princess," She finished by declaring. "If you wanna do something to Thorax because you claim it's a security matter or whatever, fine. Just be ready to inflict the same punishment on me. Because if past misdeeds are enough to warrant this kind of treatment, then I'm long overdo for it!"

Spike then pleaded. "You all see Thorax as a threat just because he's a changeling, and another changeling he didn't even like working for carried out an attack on Canterlot. Now you're about to punish him for something he didn't have a say in, something he clearly regrets. We all know ponies can change, so why can't we assume the same for changelings? They're just as unique as ponies are, or dragons for that matter. If a dragon like me can live among ponies in peace despite what other dragons have done, why can't the same be true of changelings? Isn't it better to have this one as an ally and not an enemy?"


Several minutes of tense and uncomfortable silence hung in the air after that. No one said a word, no one moved at all. Heck no one so much as coughed, sneezed, or seemed to blink. All the while Spike and Starlight stood next to Thorax, refusing to move an inch.

At last it was Twilight who opted to break up the tensions. She moved from her spot and trotted in front of both Spike and Starlight, shielding them with her wings. "As the Princess of Friendship, I try to set an example for everypony to follow," She began with what appeared to be a smile. "But today, it seems that I'm the one who was taught a lesson. Not only by the very pony I took on as my student, but by my own son. For Starlight and Spike have shown me that it's wrong to judge an entire group for the actions of an individual. And that it's wrong to make assumptions about others before you have the whole story," She giggled a bit as she recalled a memory from a couple of years ago. "It's funny, this reminds me of the time Apple Bloom and her friends believed a zebra named Zecora was actually an evil enchantress that was going to make a stew out of them. They turned out to be wrong and learned the same lesson I think we've all learned."

Cadence seemed to nod in agreement. "It seems you're right, Twilight. We all let the invasion of Canterlot cloud our judgement. We never stopped to think if Thorax was ever really a danger to any of us."

"But you have to admit he didn't do the best job of making himself look like a fine, upstanding changeling," Shining protested with a faint growl. "Even if we were wrong to single him out for who he was, he still chose to disguise himself as someone he wasn't and hoped we wouldn't notice. If he was truly innocent, why didn't he come us to from the start?"

"Probably because we wouldn't have believed him," Cadence glumly admitted. "Or at least, you wouldn't have. Shining, I know you blame yourself for falling victim to Chrysalis' ruse at our wedding, but you couldn't have known. I should've seen her coming and stopped her before she had a chance to kidnap me."

"You were taken by surprise, there were no threats made until Chrysalis had already replaced you," Shining protested with a shake of his head. "As Captain of the Royal Guard and your soon to be husband, I should've been more alert. But because I was so distracted with the wedding I allowed for the invasion to happen. I wanted to make sure that never happened again!"

Cadence just sighed. "And because of that you almost made an even bigger mistake. You need to understand that you're just a pony, you're going to suffer a lapse in judgement every now and then. What's important is that you learn from your mistakes the right way, so you don't repeat them."

Shining hung his head in shame. "I'm sorry, Cadence. I told myself I was doing this for you and for Flurry Heart. And maybe at first that was true. But at some point I started letting my personal experiences take over," And then he turned to Thorax. "No hard feelings about all of this, right? I know you probably aren't going to forgive me anytime soon, but I hope we can maybe someday put this all behind us and be friends."

But to the prince's great surprise, Thorax replied by saying. "You were pretty harsh, but you were only doing what you thought you had to do to protect the ones you cared about. Like you said, I didn't exactly make myself look innocent. And when I lost control of myself and started growling and hissing, what else were you supposed to think? Even if I didn't think you'd believe me, I should've just come before you, your wife, and your daughter from the beginning. And all of this could've been avoided."

"I guess this was a perfect storm of mistakes on both our parts," The prince realized as he raised a hoof. "Guards, release the prisoner at once. He means us no harm," Once Thorax was freed from his shackles, Shining approached the changeling and offered a hoof. "It's not too late for us to start over, right? I'm sure we can work out some kind of agreement, so as long as you promise not to growl and hiss like that again."

"If I can just get some love into me, I should be okay," Thorax explained as he shook Shining's hoof. "But are you sure you want me near your daughter so soon? I could still be faking this just to get you to lower your guard."

Shining grinned. "I've been on the receiving end of a changeling brainwashing before, I know what it looks like. It would take everything you had and then some to be able to control my wife, my nephew, my sister, and her student," With a chuckle, he allowed Thorax to approach Flurry Heart. "Don't worry, she doesn't bite. She really does like to make new friends."

Nervously, Thorax trotted up to the infant princess a second time. This time however, he was able to control his instincts enough to keep from growling and hissing. It helped that the love was flowing freely to him, whereas before he'd been trying not to feed on it. "H-hello, F-Flurry Heart. I'm Thorax." He greeted.

Flurry Heart peered up at the changeling from her cradle. Then she flew out of it and booped him gently on the nose with a hoof, giggling, babbling, and cooing the whole time.

Cadence gave a warm smile to Thorax. "I think Flurry Heart's already accepted you. Don't worry, there's plenty of love from her to go around. Just make sure not to take it all."

"Thanks. But I'm actually not that hungry anymore. It feels like something else is keeping me full," Thorax admitted. "It feels pretty nice."

And then Shining gave a whistle to the guards. "Three cheers for Spike the Brave and Glorious! Once again he has proven himself to be a true hero!"

The guards approached Spike and began to gentle toss him into the air, all the while chanting. "Hip hip hooray!"


Twilight and Starlight watched the whole scene from afar with bright smiles on their faces. "You raised a pretty good son, Twilight." Starlight commented.

"Yeah, I suppose I did," Twilight blushed and then added. "I'm so proud of him. It took a lot of guts for him to put his title on the line like that. Though I think I need to have a little talk with my brother about letting him go out on guard patrols. Spike may be getting older, but I don't think he's quite old enough to be getting involved in guard duty."

Starlight chuckled. "You worry too much, Twilight. I think Spike's proven he can take care of himself. After all, he managed to make a friend all by himself today. And teach you a lesson in the process," Then she commented. "In fact, you may have been more right than you originally thought about one thing?"

"What's that?" Twilight inquired of her student.

"Friendship lessons can happen just about anywhere," Starlight smiled. "Heck, even I learned something and I only came here because I thought I'd be getting a break from friendship lessons. Should've known it wouldn't be that easy. Funny how life works sometimes."

Now it was Twilight's turn to chuckle. "Don't I know it."